AG-82A7-S-10-0049.pdf

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS 1. REQUISITION NUMBER PAGE 1 OF

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30 64

2. CONTRACT NO. 3. AWARD/EFFECTIVE 4. ORDER NUMBER 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE

DATE

AG-82A7-S-10-0049

DATE

4/07/2010

a. NAME b. TELEPHONE NUMBER(No collect 8. OFFER DUE DATE/

7. FOR SOLICITATION Judi Neukirchner calls) 303-275-5778 LOCAL TIME

INFORMATION CALL: Contracting Officer 05/06/2010 5:00 pm MDT

9. ISSUED BY CODE 10. THIS ACQUISITON IS

USDA – Forest Service UNRESTRICTED OR SET ASIDE: 100% FOR

Attn: Judi Neukirchner SMALL BUSINESS EMERGING SMALL

BUSINESS

740 Simms St.

Golden, CO 80401

HUBZONE SMALL

NAICS: 621320 BUSINESS

SERVICE-DISABLED VETERAN- 8(A)

SIZE STANDARD: $7 Million OWNED SMALL BUSINESS

11. DELIVERY FOR FOB DESTINATION

UNLESS BLOCK IS MARKED

SEE SCHEDULE

12. DISCOUNT TERMS 13a. THIS CONTRACT IS A RATED

ORDER UNDER DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE

Pine Knot Job Corps

16. ADMINISTERED BY CODE

See Block 9

17a. CONTRACTOR/ CODE FACILITY

OFFEROR CODE

18a. PAYMENT WILL BE MADE BY CODE

USDA, OCFO, COD, APB

P.O. Box 60075, New Orleans, LA 70160

TELEPHONE N0.

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW

OFFER IS CHECKED

SEE ADDENDUM

19. 20. 21. 22. 23. 24.

ITEM N0. SCHEDULE OF SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Provide Optical Services for Pine Knot Job Corps, Pine Knot, KY, McCreary County, in accordance with attached schedule of items, statement of work, and terms and conditions.

*All prices shall be entered on the Schedule of Items located in this solicitation.

*Attach current copy of license of optometry to practice in the State of Kentucky, proof of insurance , and completed questionnaire with quote.

*Submit completed FAR Clause 52.212-3 Offeror Representations and Certifications – Commercial Items with quote, as applicable.

*Submit responses to 52.212-2 Evaluation Factors with quote.

*CCR valid until_________________________________________

ALL INFORMATION REQUESTED ABOVE MUST BE SUBMITTED TO

BE CONSIDERED RESPONSIVE TO THIS SOLICITATION.

(Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (For Govt. Use Only)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA ARE ARE NOT ATTACHED

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN __Four (4)___________ 29. AWARD OF CONTRACT: REF. OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY DATED .. YOUR OFFER ON SOLICITATION ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED (BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS: ____________________

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER (Type or print) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (Type or print) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION STANDARD FORM 1449 (REV.3/2005)

PREVIOUS EDITION IS NOT USABLE Prescribed by GSA - FAR (48 CFR) 53.212

COMMERCIAL ITEMS AG-82A7-S-10-0049

Optical Services Pine Knot Job Corps Center

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: ________________________________________

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f. TELPHONE NUMBER OF AUTHORZED GOVERNMENT REPRESENTATIVE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

33. SHIP NUMBER 34. VOUCHER NUMBER 35. AMOUNT VERIFIED

CORRECT FOR

36. PAYMENT 37. CHECK NUMBER

|PARTIAL | |FINAL

COMPLETE PARTIAL FINAL

38. S/R ACCOUNT NUMBER 39. S/R VOUCHER NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER

FOR PAYMENT

42a. RECEIVED BY (Print)

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE 42b. RECEIVED AT (Location)

42c. DATE RECD (YY/MM/DD) 42d. TOTAL CONTAINERS

STANDARD FORM 1449 (REV.3/2005) BACK

TABLE OF CONTENTS

Section Page No.

SF-1449 Solicitation/Contract/Order 1 Table of Contents 3 Schedule of Items 4 Statement of Work 6 Contract Clauses 10 List of Attachments Department of Labor Wage Determination 2005-2221 Rev (10), 3/10/10 30 Experience Questionnaire (to be returned with quote) 39 Proper Invoice Example 43 Solicitation Provisions 46 Evaluation Criteria 50 Representations and Certifications 51

SCHEDULE OF ITEMS PINE KNOT OPTICAL

The quantities listed for each item are the government’s best estimates based upon past experience. The contractor will be paid per each unit and pursuant to the Statement of Work.

BASE-PERIOD (July 1, 2010 thru June 30, 2011) Estimated Unit Quantity Unit Price Total 001 Student eye exams 200 Each $_____ $_____ 002 Frame & Plastic Lenses 175 Each $_____ $_____ 003 Frame & Bifocal Lenses 10 Each $_____ $_____ 004 Frame & Polycarbonate Lenses 5 Each $_____ $_____

BASE-PERIOD (July 1, 2010 thru June 30, 2011) Total $____________

OPTION-PERIOD 1 (July 1, 2011 thru June 30, 2011)

Quantity Unit Price Total 101 Student eye exams 200 Each $_____ $_____ 102 Frame & Plastic Lenses 175 Each $_____ $_____ 103 Frame & Bifocal Lenses 10 Each $_____ $_____ 104 Frame & Polycarbonate Lenses 5 Each $_____ $_____

OPTION-Period 1 (July 1, 2010 thru 30, 2011) Total $____________

OPTION-PERIOD 2 (July 1, 2012 thru June 30, 2013)

Quantity Unit Price Total 201 Student eye exams 200 Each $_____ $_____ 202 Frame & Plastic Lenses 175 Each $_____ $_____ 203 Frame & Bifocal Lenses 10 Each $_____ $_____ 204 Frame & Polycarbonate Lenses 5 Each $_____ $_____

OPTION-PERIOD 2 (July 1, 2012 thru June 30, 2013) Total $___________

OPTION-PERIOD 3 (July 1, 2013 thru June 30, 2014)

Quantity Unit Price Total 301 Student eye exams 200 Each $_____ $_____ 302 Frame & Plastic Lenses 175 Each $_____ $_____ 303 Frame & Bifocal Lenses 10 Each $_____ $_____ 304 Frame & Polycarbonate Lenses 5 Each $_____ $_____

OPTION-PERIOD 3 (July 1, 2010 thru June 30, 2011)Total $___________

OPTION-PERIOD 4 (July 1, 2014 thru June 30, 2015)

Quantity Unit Price Total 401 Student eye exams 200 Each $_____ $_____ 402 Frame & Plastic Lenses 175 Each $_____ $_____ 403 Frame & Bifocal Lenses 10 Each $_____ $_____ 404 Frame & Polycarbonate Lenses 5 Each $_____ $_____

OPTION-PERIOD 4 (July 1, 2014 thru June 30, 2015) Total $___________

GRAND TOTAL = BASE + OPTIONS Grand Total $___________

OPTICAL SERVICES FOR THE STUDENTS OF PINE KNOT JOB CORPS CENTER

C.1 BACKGROUND

C.1.1 Pine Knot Job Corps Center (Center) is located just off Hwy 27 at 132 Job Corps Road, Pine Knot, KY.

C.1.2 The Center is one of 122 Job Corps Centers located throughout the country. The Center is an Employment and Training Administration (ETA) program funded by the U.S. Department of Labor and run by the U.S.D.A. Forest Service. Job Corps is designed to assist young, disadvantaged or at-promise youth between 16 and 24 years of age in obtaining and keeping steady employment by teaching them academic (GED, High School Diploma), Career Technical Training, and social skills.

C.1.3 Pine Knot Job Corps houses 224 students, with 3 male dorms and 1 female dorm. The Center has full classroom facilities, hands-on trade education, a cafeteria, health services, and recreational facilities.

C.1.4 During the students’ enrollment (typically about 8 months), the Job Corps provides basic health services ensure the maintenance of optimum health.

C.2 DEFINITIONS

CO - Contracting Officer, personnel responsible for the administration of the contract COR - Contracting Officer Representative, personnel delegated by the CO for specified duties. (A COR delegation outlining specific responsibilities will be provided to the Contractor after contract award) HRM – Health and Wellness Manager TAG - Technical Assistance Guide(s) http://jchealth.jobcorps.gov/documents/tags/ PRH – Job Corps Policy and Requirements Handbook http://www.jobcorps.gov/pdf/prh.pdf

C.3 GENERAL

C.3.1 The contract is a non-personal health care services contract as defined in FAR Part 37. The Contractor shall provide Optical Health Services at their place of business for Pine Knot Job Corps students. The Contractor’s site shall be located within a reasonable driving distance of the Center. The Center will be responsible for transportation of students to and from the Contractor’s place of business. The period of performance for this contract is July 1, 2010 through June 30, 2011, with four 12 month option periods, which may be exercised at the Contracting Officer’s discretion.

C.3.2 Contractor shall provide basic optical care as defined by the Job Corps Policy and Requirements Handbook 6.10 and PRH 6 exhibit 6.4 (referenced above).

C.3.3 The Optician performing the work must be registered/licensed/certified by the State of Kentucky. To be considered for award the Contractor must submit, with their quote, proof of their current State of Kentucky documents.

C.3.4 Contractor shall provide optical health education. Provide support to the students in acquiring optical health-related skills, knowledge and attitudes that will assist them in employability.

C.3.5 Contractor shall provide a written diagnosis and treatment plan as part of an optical health and wellness plan for each student and obtain approval from the Health & Wellness Manager for voluntary care before proceeding with treatment.

C.3.6 Contractor shall maintain the accuracy and confidentiality of all required optical health and wellness records when in contractor’s possession.

C.3.7 Contractor shall develop and comply with Job Corps’ infection control policies and procedures.

C.3.8 Contractor shall advise/consult with the COR and Center Staff as requested on optical health programmatic issues.

C.3.9 Contractor shall establish an appropriate referral system to ensure the receipt of specialty care as defined in the PRH and within budget constraints.

C.3.10 Contractor shall enforce appropriate student workplace behavior when students are in the office or waiting area.

C.3.11 Contractor shall not make public statements concerning Pine Knot Job Corps Center students without prior written approval of the Center Director or designated representative.

C.3.12 Contractor shall clear any or all research projects and/or publications relating to Job Corps health activities first through the Job Corps National Office, Washington, D.C.

C.4 GOVERNMENT FURNISHED PROPERTY/ SERVICES

C.4.1 The government shall furnish student transportation.

C.5 CONTRACTOR-FURNISHED PROPERTY AND SERVICES

C.5.1 All work shall be performed in accordance with the following:

a. Code of Federal Regulations (CFR), 20 CFR Section 638 and 20 CFR Section 670 —The CFR (http://www.gpoaccess.gov/cfr) states the operating requirements for Job Corps. The promotion and maintenance of student health and wellness is a desirable goal as well as a requirement under the CFR: “A Job Corps center operator must provide medical services, through provision and coordination of a wellness program which includes access to basic medical, dental, and mental health services for all students, from their date of enrollment until separation from the program.”

b. Policy and Requirements Handbook (PRH)—The PRH expands the CFR by establishing operating policy requirements for Job Corps centers. There are six PRH Chapters. Chapter 6, sections 6.10 – 6.12, defines the required parameters and services of Center health and wellness programs. Although Chapter 6 is critical to understanding health requirements, Center staff should be familiar with the other PRH chapters too. The PRH is available at the following website: http://www.jobcorps.gov/pdf/prh.pdf

c. Technical Assistance Guides (TAGs)—TAGs contain technical assistance for implementing the policies and requirements set forth in the PRH. As new requirements are added to the PRH, new TAGs are developed to assist in implementing the policy. The health care TAG’s are available at the following website – http://jchealth.jobcorps.gov/documents/tags/tags Note: The Contractor providing Optical Services shall use the PRH Chapter 6 while reviewing the TAG.

d. For the purpose of the solicitation, any policies referred to in the Statement of Work that are not available online at a public website may be requested, in writing, from the Contract Specialist listed on page 1, Box 7(a) of the Standard Form 1449.

The following information is provided that your response may reflect the range of needs embodied in the required Optical Health Services, which is required for Job Corps training programs.

C.5.2 The Contractor shall provide optical services at the Contractor’s site on a weekly basis and have an established day of the week be agreed upon by contractor and COR. Additional days or a change in work schedule must be agreed upon by the Contractor and the COR in advance with the Contractor requesting such approval from the COR 24 hours in advance for cancellation of services or changes thereof. Optical Health Services are not required during the two annual “breaks” – two weeks in the summer and two weeks in the winter, typically scheduled around July 4 and December 25.

C.5.3 The Contractor shall provide only those items listed on the Schedule of Items. The frames will be basic frames with a modern design, and may be wire or plastic.

C.5.4 The Contractor shall designate in writing, for emergency coverage, the person or persons who will represent and act for him/her in Contractor’s absence. In the designation, the Contractor shall specify any areas of responsibility assigned to his/her representative. Overall responsibility for the optical services program remains with the Contractor.

C.5.5 The Department of Labor occasionally has conferences for service providers. The Contractor must obtain the approval of the Contracting Officer Representative and the Center Director prior to undertaking travel. Travel reimbursement will be at actual subsistence rates with supporting receipts, not to exceed the Federal Travel Rates and Regulations. ALL travel costs will only be reimbursed based on the allowable government travel rates, as defined above. The reimbursement of these travel costs will be paid outside of this contract and are not currently included as a separate line item on the schedule. Actual costs that can be reimbursed are food, lodging and airline transportation. Rental vehicles must be approved on a case specific basis and only actual costs will be reimbursed.

C.6 QUALITY ASSURANCE PLAN

C.6.1 Acceptability of contractor performance shall be based on the Government’s evaluation of results, not the frequency or method of performance. The evaluation of results will be based on student satisfaction and inspection results.

C.6.2 The Government will inspect the contractor’s performance on a random basis under this contract to ensure compliance with the contract requirements. The Contracting Officer’s Representative (COR) will record inspection results and document all deficiencies through a written report provided to the Contractor and the Contracting Officer. When unacceptable performance is recorded, the COR will meet with the contractor at the job site to review the report(s) and to ensure that the Contractor has an understanding of acceptable services.

The Contractor will explain any unacceptable performance, how performance will be returned to acceptable levels, and how recurrence of the problem will be prevented in the future. The contractor will not be paid for services not rendered in accordance with the standards set forth in this contract. If appropriate, the contractor will be required to rework services that were unsatisfactorily performed.

C.7 REQUIRED CERTIFICATION

C.7.1 Contractor will provide a copy of current licensure of optometry to practice in the State of Kentucky, and liability insurance coverage as required for the State of Kentucky at onset of the contract and as renewals are obtained, a copy of which shall be filed and kept at the Wellness Center on the Job Corps center as required in PRH 6.12 R5.

C.8 INVOICING AND PAYMENT

C.8.1 Payment shall be made in accordance with the Schedule of Items as shown in Section B. All other work will be considered incidental and included in the payment for the items listed in Section B.

C.8.2 The Contractor will provide an invoice to the Pine Knot Job Corps Center on a monthly basis.

The invoice must be submitted after all services have been completed for the month. Payment shall be made in accordance with the Schedule of Items.

C.8.3 The Contractor shall forward a proper itemized invoice for the services performed and accepted, at the contract rates. The invoice should be mailed to the Contracting Officer’s Representative so that it is received by the 5th day of each month following the month services were provided. Payment shall be made monthly. One single billing is to be provided each month and should be mailed to:

U S Forest Service

Attention: Health and Wellness Manager 132 Job Corps Road Pine Knot, KY 40322

Optical Services Pine Knot Job Corps Center

Continuation of SF1449 Block 27: The full text of a clause or provision may be accessed electronically at www.arnet.gov/far/

CONTRACT CLAUSES

452.204-70 Inquiries. (FEB 1988)

Inquiries and all correspondence concerning this solicitation should be submitted in writing to the Contracting Officer. Offerors should contact only the Contracting Officer issuing the solicitation about any aspect of this requirement prior to contract award.

452.204-71 Personal Identity Verification of Contractor Employees (OCT 2007)

(a) The contractor shall comply with the personal identity verification (PIV) policies and procedures established by the Department of Agriculture (USDA) Directives 4620-002 series.

(b) Should the results of the PIV process require the exclusion of a contractor’s employee, the contracting officer will notify the contractor in writing.

(c) The contractor must appoint a representative to manage compliance with the PIV policies established by the USDA Directives 4620-002 series and to maintain a list of employees eligible for a USDA LincPass required for performance of the work.

(d) The responsibility of maintaining a sufficient workforce remains with the contractor.

Employees may be barred by the Government from performance of work should they be found ineligible or to have lost eligibility for a USDA LincPass. Failure to maintain a sufficient workforce of employees eligible for a USDA LincPass may be grounds for termination of the contract.

(e) The contractor shall insert this clause in all subcontracts when the subcontractor is required to have routine physical access to a Federally-controlled facility and/or routine access to a Federally-controlled information system.

(f) The PIV Sponsor for this contract is a designated program point of contact, which in most cases is the Contracting Officer Representative (COR), unless otherwise specified in this contract. The PIV Sponsor will be available to receive contractor identity information from 8 a.m. to 4 p.m., Monday through Friday at Pine Knot Job Corps. The Government will notify the contractor if there is a change in the PIV Sponsor, the office address, or the office hours for registration; however, it is the contractor’s responsibility to meet all aspects of paragraphs (c), (d), and (e).

452.224-70 Confidentiality of Information (FEB 1988)

(a) Confidential information, as used in this clause, means –

Optical Services Pine Knot Job Corps Center

(1) information or data of a personal nature, proprietary about an individual, or (2) information or data submitted by or pertaining to an organization.

(b) In addition to the types of confidential information described in (a)(1) and (2) above, information which might require special consideration with regard to the timing of its disclosure may derive from studies or research, during which public disclosure of primarily invalidated findings could create an erroneous conclusion which might threaten public health or safety if acted upon.

(c) The Contracting Officer and the Contractor may, by mutual consent, identify elsewhere in this contract specific information and/or categories of information which the Government will furnish to the Contractor or that the Contractor is expected to generate which is confidential. Similarly, the contracting Officer and the Contractor may, by mutual consent, identify such confidential information from time to time during the performance of the contract. Failure to agree will be settled pursuant to the "Disputes" clause.

(d) If it is established that information to be utilized under this contract is subject to the Privacy Act, the Contractor will follow the rules and procedures of disclosure set forth in the Privacy Act of 1974, 5 U.S.C. 552a, and implementing regulations and policies, with respect to systems of records determined to be subject to the Privacy Act.

(e) Confidential information, as defined in (a)(1) and (2) above, shall not be disclosed without the prior written consent of the individual, institution or organization.

(f) Written advance notice of at least 45 days will be provided to the Contracting Officer of the Contractor's intent to release findings of studies or research, which have the possibility of adverse effects on the public or the Federal agency, as described in (b) above. If the Contracting Officer does not pose any objections in writing within the 45 day period, the contractor may proceed with disclosure. Disagreements not resolved by the Contractor and Contracting Officer will be settled pursuant to the "Disputes" clause.

(g) Whenever the Contractor is uncertain with regard to the proper handling of material under the contract, or if the material in question is subject to the Privacy Act or is confidential information subject to the provisions of this clause, the Contractor shall obtain a written determination from the Contracting Officer prior to any release, disclosure, dissemination, or publication.

(h) The provisions of paragraph (e) of this clause shall not apply when the information is subject to conflicting or overlapping provisions in other Federal, State or local laws.

452.228-71 Insurance Coverage (NOV 1996)

Pursuant to FAR clause 52.228-5, Insurance-Work on a Government Installation, the Contractor will be required to present evidence to show, as a minimum, the amounts of insurance coverage indicated below:

(a) Workers Compensation and Employer's Liability. The Contractor is required to comply with applicable Federal and State workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the

Optical Services Pine Knot Job Corps Center employer's liability section of the insurance policy, except when contract operations are so commingled with a Contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least $100,000 shall be required, except in States with exclusive or monopolistic funds that do not permit worker's compensation to be written by private carriers.

(b) General Liability. The Contractor shall have bodily injury liability insurance coverage written on a comprehensive form of policy of at least $500,000 per occurrence.

(c) Automobile Liability. The Contractor shall have automobile liability insurance written on a comprehensive form of policy. The policy shall provide for bodily injury and property damage liability covering the operation of all automobiles used in connection with performing the contract.

Policies covering automobiles operated in the United States shall provide coverage of at least $200,000 per person and $500,000 per occurrence for bodily injury and $20,000 per occurrence for property damage or loss.

(d) Aircraft Public and Passenger Liability. When aircraft are used in connection with performing the contract, the Contractor shall have aircraft public and passenger liability insurance. Coverage shall be at least $200,000 per person and $500,000 per occurrence for bodily injury, other than passenger injury. Coverage for passenger injury shall be at least $200,000 multiplied by the number of seats or passengers, whichever is greater.

452.237-74 Key Personnel (FEB 1988)

(a) The Contractor shall assign to this contract the following key personnel: Optometrist.

(b) During the first ninety (90) days of performance, the Contractor shall make no substitutions of key personnel unless the substitution is necessitated by illness, death, or termination of employment.

The Contractor shall notify the Contracting Officer within 15 calendar days after the occurrence of any of these events and provide the information required by paragraph (c) below. After the initial 90-day period, the Contractor shall submit the information required by paragraph (c) to the Contracting Officer at least 15 days prior to making any permanent substitutions.

(c) The Contractor shall provide a detailed explanation of the circumstances necessitating the proposed substitutions, complete resumes for the proposed substitutes, and any additional information requested by the Contracting Officer. Proposed substitutes should have comparable qualifications to those of the persons being replaced. The Contracting Officer will notify the Contractor within 15 calendar days after receipt of all required information of the decision on substitutions. The contract will be modified to reflect any approved changes of key personnel.

452.237-75 – Restrictions Against Disclosure (FEB 1988)

(a) The Contractor agrees, in the performance of this contract, to keep all information contained in source documents or other media furnished by the Government in the strictest confidence. The Contractor also agrees not to publish or otherwise divulge such information in whole or in part in any manner or form, or to authorize or permit others to do so, taking such reasonable measures as are necessary to restrict access to such information while in the Contractor’s possession, to those

Optical Services Pine Knot Job Corps Center employees needing such information to perform the work provided herein, i.e. on a “need to know” basis. The Contractor agrees to immediately notify in writing, the Contracting Officer, named herein, in the event that the Contractor determines or has reason to suspect a breach of this requirement.

52.204-7 Central Contractor Registration (Apr 2008).

(a) Definitions. As used in this clause— “Central Contractor Registration (CCR) database” means the primary Government repository for

Contractor information required for the conduct of business with the Government.

“Data Universal Numbering System (DUNS) number” means the 9-digit number assigned by Dun and

Bradstreet, Inc. (D&B) to identify unique business entities.

“Data Universal Numbering System +4 (DUNS+4) number” means the DUNS number assigned by D&B plus a 4-character suffix that may be assigned by a business concern. (D&B has no affiliation with this 4-character suffix.) This 4-character suffix may be assigned at the discretion of the business concern to establish additional CCR records for identifying alternative Electronic Funds Transfer (EFT) accounts (see the FAR at Subpart 32.11) for the same concern.

“Registered in the CCR database” means that—

(1) The Contractor has entered all mandatory information, including the DUNS number or the DUNS+4 number, into the CCR database; and

(2) The Government has validated all mandatory data fields, to include validation of the Taxpayer

Identification Number (TIN) with the Internal Revenue Service (IRS), and has marked the record “Active”.

The Contractor will be required to provide consent for TIN validation to the Government as a part of the CCR registration process.

(b)(1) By submission of an offer, the offeror acknowledges the requirement that a prospective awardee shall be registered in the CCR database prior to award, during performance, and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this solicitation.

(2) The offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation “DUNS” or “DUNS +4” followed by the DUNS or DUNS +4 number that identifies the offeror’s name and address exactly as stated in the offer. The DUNS number will be used by the Contracting Officer to verify that the offeror is registered in the CCR database.

(c) If the offeror does not have a DUNS number, it should contact Dun and Bradstreet directly to obtain one.

(1) An offeror may obtain a DUNS number—

(i) Via the Internet at http://fedgov.dnb.com/webform or if the offeror does not have internet access, it may call Dun and Bradstreet at 1-866-705-5711 if located within the United States; or

(ii) If located outside the United States, by contacting the local Dun and Bradstreet office. The offeror should indicate that it is an offeror for a U.S. Government contract when contacting the local Dun and Bradstreet office.

(2) The offeror should be prepared to provide the following information:

(i) Company legal business.

(ii) Tradestyle, doing business, or other name by which your entity is commonly recognized.

(iii) Company Physical Street Address, City, State, and ZIP Code.

(iv) Company Mailing Address, City, State and ZIP Code (if separate from physical).

(v) Company Telephone Number.

(vi) Date the company was started.

(vii) Number of employees at your location.

(viii) Chief executive officer/key manager.

(ix) Line of business (industry).

(x) Company Headquarters name and address (reporting relationship within your entity).

(d) If the Offeror does not become registered in the CCR database in the time prescribed by the Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered Offeror.

(e) Processing time, which normally takes 48 hours, should be taken into consideration when registering.

Offerors who are not registered should consider applying for registration immediately upon receipt of this solicitation.

(f) The Contractor is responsible for the accuracy and completeness of the data within the CCR database, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data. To remain registered in the CCR database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the CCR database to ensure it is current, accurate and complete. Updating information in the CCR does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(g) (1)

(i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to (A) change the name in the CCR database; (B) comply with the requirements of Subpart 42.12 of the FAR; and (C) agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (g)(1)(i) of this clause, or fails to perform the agreement at paragraph (g)(1)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the CCR information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract.

(2) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the CCR record to reflect an assignee for the purpose of assignment of claims (see

Optical Services Pine Knot Job Corps Center

FAR Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database.

Information provided to the Contractor’s CCR record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of payment” paragraph of the EFT clause of this contract.

(h) Offerors and Contractors may obtain information on registration and annual confirmation requirements via the internet at http://www.ccr.gov or by calling 1-888-227-2423, or 269-961-5757.

FAR 52.204-9 Personal Identity Verification of Contractor Personnel (Sept 2007)

FAR 52.212-4 Contract Terms and Conditions--Commercial Items (Mar 2009)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services.

The Government must exercise its post-acceptance rights—

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) Disputes. This contract is subject to the Contract Disputes Act of 1978, as amended (41 U.S.C. 601- 613). Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers.

The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall

Optical Services Pine Knot Job Corps Center remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include—

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, contract line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer— Central Contractor Registration, or 52.232-34, Payment by Electronic Funds Transfer—Other Than Central Contractor Registration), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by

EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR Part 1315.

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment.—

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act

(31 U.S.C. 3903) and prompt payment regulations at 5 CFR Part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected contract line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in Section 611 of the Contract Disputes Act of 1978 (Public Law 95-563), which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in

32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts;

18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. 3701, et seq., Contract Work Hours and Safety Standards Act; 41 U.S.C. 51-58, Anti-Kickback Act of 1986; 41 U.S.C. 265 and 10 U.S.C. 2409 relating to whistleblower protections; Section 1553 of the American Recovery and Reinvestment Act of 2009 relating to whistleblower protections for contracts funded under that Act; 49 U.S.C. 40118, Fly American; and 41 U.S.C. 423 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, and Compliance with Laws

Unique to Government Contracts paragraphs of this clause.

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) Central Contractor Registration (CCR).

(1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the CCR database, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data. To remain registered in the CCR database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the CCR database to ensure it is current, accurate and complete. Updating information in the CCR does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(2)(i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in FAR Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to (A) change the name in the CCR database;

(B) comply with the requirements of Subpart 42.12; and (C) agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the CCR information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the

Optical Services Pine Knot Job Corps Center meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract.

(3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the CCR record to reflect an assignee for the purpose of assignment of claims (see Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database.

Information provided to the Contractor’s CCR record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of payment” paragraph of the EFT clause of this contract.

(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via the internet at http://www.ccr.gov or by calling 1-888-227-2423 or 269-961-5757.

FAR 52.212-5 Contract Terms and Conditions Required to Implement…